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Spackman Entertainment board okays director's post but will relook board, management after independent review
THE board of Catalist-listed Spackman Entertainment Group has said that former interim chief executive Richard Lee should stay on as a non-executive director.
The move came amid a question over whether Mr Lee, the company's interim chief executive from January 2018 to February 2019, had been the nominee of Yoo Shin Choi, also known as Charles C. Spackman, who left as CEO in 2017.
Mr Lee was a long-time friend of Mr Spackman, but maintains that he is not his predecessor's nominee and is able to independently discharge his fiduciary duties and obligations as a director, the board said on Tuesday.
The board was replying to the Singapore Exchange (SGX), which cited evidence from a Hong Kong court decision last year that Mr Lee was Mr Spackman's nominee.
The Hong Kong decision "has no bearing on the suitability of Mr Richard Lee as director of the company", said Spackman. It pointed to its review of the High Court decision, as well as "supporting evidence and representation" provided by Mr Lee to the board.
Still, Spackman's nominating committee, which recommended that Mr Lee remain on the board, will reassess the suitability of the directors and management after an independent review ordered by the bourse regulator is finished.
The ongoing review could be completed in three months, once the information needed is available, the board added.
But it said that, despite progress, the management is still obtaining certain documents and records that belong to unspecified third parties.
In a notice of compliance last year, Singapore Exchange Regulation (SGX RegCo) required a review of whether some of Spackman's past acquisitions were on normal commercial terms or were prejudicial to the interests of minority shareholders. This was as SGX RegCo had stepped in to block Spackman's plans to sell its entire 43.88 per cent stake in Spackman Media Group to substantial shareholder Spackman Equities Group.
Still, the board noted that the independent review would likely cover matters addressed by the Hong Kong court, such as past deals involving Spackman Media Group shares.
It said that the nominating committee "will, upon conclusion of the independent review, consider the findings and will thereafter reassess the suitability of the company's directors and management".
SGX RegCo also asked about the possible impact on Spackman of the Hong Kong court decision, as well as lawsuits involving Mr Spackman and one Sang Cheol Woo, disclosed in the company's offer document in 2014.
"The board is of the view that the personal civil suits between Mr Woo and Mr Spackman, who is no longer a director of the company, do not have any impact on the company," the directors replied.
Spackman shares closed flat at 0.7 Singapore cent, ahead of the announcement.